Incantatore Della Notte
by WinniUsagi
Summary: Tense Ludwig Beilschmidt learns to love life when he meets carefree and cheerful magician Feliciano, the "Enchanter of the Night", in Carnival, a magical carnival that opens at night. He soon starts to feel himself falling in love with the crown jewel of Carnival, but then finds out that the magic isn't all as amazing as it's meant to be, and his little Feli could be in trouble.
1. Chapter 1

**A/N:**** Hello everyone! This is a story that I hope will turn into a quite good one, as I have a few ideas for it, and I think it'll turn out well. :D It's based off of an image I found on Tumblr: http:/25(dot)media(dot)tumblr(dot)com/tumblr_m15m4oqCnu1r015jwo1_500(dot)jpg**

**And if there are any Italian speakers out there, please tell me if I spelled/wrote the title wrong; I don't want angry messages pouring in my inbox because of a title mistake! D:**

**Hope you enjoy the first chapter!**

**Chapter 1**

_"Verdammt,_ Gilbert, stop it!" Ludwig Beilschmidt exclaimed, trying to shrug off his eager older brother's constant dragging him towards the crowd. Couldn't his brother see he didn't want to go anywhere at such an hour? After a successful yank, he glared at him in the eyes, brushing off the dust from his green coat and wiping his forehead, which was covered in sweat from being forced to run extremely quickly. "I told you before, I don't want to come to some silly little children's circus!"

Gilbert stopped for the first time ever since he dragged Ludwig out of the house. Leave it to his brother to not want to come to the Night Carnival. "First of all," He held up his index finger, "It is not a circus, little Ludi. Circuses are filled with non-awesome clowns and creepy-ass future-telling women." He shuddered, his small golden pet Gilbird cheeping from his head in agreement, "There's a difference, you know, West. Second of all," He added his index finger, "the English loser from the bar-"

"Arthur Kirkland?" Ludwig asked, raising an eyebrow.

"Yeah, him! He recommended coming here, claiming that it was a lot of fun, and that-"

"All he said was that you wouldn't be awesome if you didn't come, and you, being the extreme stubborn ass you are, couldn't afford to reject that challenge, even from a constantly drunk idiot."

"Aw, c'mon, West!" Gilbert punched his little brother in the arm, grinning, "It's not everyday we go out and have fun! I mean, after you come back from work, all you do is lock yourself up in your room like a total sissy, crawl in the corner and read your little dirty books and vide-"

"Shut up!" Ludwig slammed his palm over Gilbert's mouth, his blue eyes glaring at his brother's red orbs. "I don't do that, and you know it."

Gilbert smirked for a brief moment but then shook his head, his silver hair falling over his face. "You know what I mean. We never actually anything together. Ever since Mum and Dad passed, you just work all day, come home, work all night, and then practically pass out at two in the morning. It's about time you took a break. And even if I have to take the word of a drunkard, I think that this place will be kinda fun."

Ludwig sighed deeply, a small cloud of fog flowing out of his mouth as he scratched his head. It was true, though. Neither of them had a single ounce of rest since both their parents had died and the entire debt they owed to their previous boss had fallen on the two brothers, who were now forced to work until the debt was paid off. "Fine." He said, "But just one night, all right? I still have to finish the paperwork from today's work."

The pair of red eyes immediately brightened as Gilbert heard the words, and he grabbed Ludwig by his light brown scarf, dragging him through the gates and the crowd. "Well then come on!"

The blonde sighed, knowing this wouldn't be an easy night.

* * *

><p><em>"What kind of carnival opens at night?"<em> Ludwig thought, his arms crossed over his chest. He watched as children hyped up on the sticky caramel he saw being sold earlier ran around, waving their arms as they watched a few magicians hold up their sleek black hats, pulling up pearl-white rabbits by their rosy ears. He couldn't believe that Gilbert had to drag him in, and then was immediately charmed by a female "fortune-telling master", patting him on the shoulder and telling him to go have fun. A few adults were charmed as well, as they were fascinated by a few of the mechanic-based tricks. He looked around, a bit surprised that nearby spectators were simply letting themselves be aroused by the machine-made tricks of cheap magicians in tacky-colored robes, their bushy mustaches kissing the hand of a giggling, blushing lady or smiling at an applauding gentleman. A sickly scent of roses and lilies bushed together danced around his nose, and he rubbed it, sneezing slightly in the process. Damn allergies. He smacked his forehead with his palm, upset. _"Of course Gilbert would want to come to a crazy place at such an hour, and then leaves me alone to go 'have fun'. What did he think, that just taking a few pictures of him with the carnival 'magicians' would make him immediately awesome because of the word of a drunkard? What is he, idiotic or childish?"_ He shook his head and looked up at the dark blue sky, shuddering as he placed his gloved hands in his emerald green coat pocket. The upper atmosphere looked like a dark sapphire cloak, with snow-white stars strung around, decorating the entire area as it hung over them. The cool wind breezed over and made him shudder again, yet he felt relaxed as it swirled around him, as if for once, he had taken a true break from work. No, he did not take out an engineering book and read it, or even look at a world atlas, imagining the places he had always wanted to travel to when he was young. Just staring at the dark, beautiful night sky admirably, and doing nothing else.

He took a deep breath, inhaling the sharp cold air and then letting it out. Maybe Gilbert was- for _once_ in his life- right. The blonde needed some time off, as he always thought he was the one of the two that had to work the most, seeing as Gilbert would always go off and party almost every other night, leaving him to work. _"And this isn't so bad,"_ He thought, watching as another purple-cloaked magician held up a torch and then threw it in the air multiple times while kissing a giggling elder lady's hand, _"I mean, sure, I can tell which mechanics they're using to perform all these tricks, but..."_ He shook his head, the sound of squealing children and the smell of the flowers both getting worse, _"Screw this. I've gotta find Gilbert and get out of here before this little children's fantasy eats me alive. Besides, I've still got paperwork to finish from today morning."_

He started to walk quickly, pacing forward as his arms swung back and forth by his side in an attempt to help himself walk faster. He took multiple turns whenever he saw different, multi-colored and multi-patterned tents, asking many people questions as to where the entrance was, knowing that was the last place he saw his older brother before he started panting like a dog in front of the brunette gypsy. He sighed and looked around, beads of sweat forming on the side of his neck as he nervously bit his lip.

Shit.

He, Ludwig Beilschmidt, who memorized the layout of his university the first day of freshman year, was lost in this carnival hell.

Ludwig started to run, turning around random corners and pushing past spectators and magicians when-

"AAAAH!"

He immediately came to a halt, but it was no use. He crashed into the person in front of him, and fell back into the dirt, rubbing his head. "S-Sorry," He mumbled as he tried to ease the pain throbbing in his forehead, "Are you alright?"

"Goddammit, you bastard!" The voice retorted, and Ludwig looked up. A rather short Italian brunette in a cream-colored cloak and suit was yelling at him angrily, his dark brown eyes glaring at him behind the bronze mask he wore on the upper part of his face. A small brown curl that stuck out from his right side of his head twitched angrily as he stormed towards the blonde. "Watch where you're going!"

"Look, I said I was sorry," Ludwig said, his temper rising a bit, "And if anything, I'm sure you weren't looking where you were going, either."

The man growled angrily, taking off his white gloves. "Dammit, you're annoying! I'm going to rip that muscle off of you right now!"

"I don't want any trouble!" Ludwig tried to explain, frantically looking around for Gilbert, as people were now starting to stare at the ongoing commotion between him and the brunette, "I'm just trying to find my brother!"

"I don't care! Because of you, bastard, my clothes are ruined!"

"It's just a bit of dirt-"

"WHAT? DAMMIT, YOU MESSED WITH THE WRONG-"

"Lovi!" A higher voice exclaimed, and the two turned around, another Italian running in between them, picking up the fallen gold hat and extending his two arms out in an attempt to halt their fighting. "Please stop!"

He wore a navy blue hat with a gold lining on the top, a large white feather attached to it with two red ribbons hanging down. His hair was a lighter brown than his brother's, and had a curl as well, but it stuck out from his left side rather than his right. He bowed down apologetically towards Ludwig, his dark blue cloak falling over his black and cerulean suit, and folded his white-gloved hands. "I hope you will forgive us! Big brother Lovino doesn't see where he's going sometimes, and so we deeply apologize." He turned to Lovino and brushed some dirt off of the hat and his back, handing his hat back cheerfully, "Here you are, Lovi!" He grinned, "Just a speck of dirt! Now, say sorry to the nice man."

Lovino mumbled an angry apology and stormed off after slamming his hat onto his head. The shorter man now turned to Ludwig, still grinning. "Did you say you needed help finding your brother? I can help you, if you'd like!"

Ludwig blinked, a bit taken back by what all had just happened. The little man in front of him had a mask on his face as well, a golden one, but that's not what struck him. The eyes that shone underneath them were a light amber, and seemed to shine, even in the darkness of the scarcity of light in the carnival. He blinked again and then nodded quickly, a small grin forming on his lips. "Y-Yeah, that'd be great. The last time I think I saw him was by the fortune-telling area near the front, and-"

"Ah!" The brunette clasped his hands together excitedly, "Elizabeta!" He exclaimed, his eyes shining happily, and started to walk forward, Ludwig following him silently, "She works in that section, unlike me, but we're still really good friends! She's one of the really nice people here, saying that she believes I can help bring this carnival up! Big brother Francis often says that I'm stupid and I can't handle even my way around, even though I work here, but I _love_ helping people, and I can't stand seeing someone hurt, especially when they're hungry." He took a short gasp and continued to rattle on quickly, his words mixing with this about pasta and that about traveling through Europe and all, leaving Ludwig in a daze as they walked. "Oh, mister, what's your name?"

"E-Eh? Oh, Ludwig."

"Do you have a last name, Ludwig?"

"Yeah, but the last thing my parents told me was not to talk to strangers."

The man laughed merrily, seeming to enjoy the blonde's company. "You're funny!" He exclaimed, and then turned around. "Well, do you have a guide for tonight, Ludwig?"

"A...guide...?"

"Yeah! Has anyone truly shown you around the carnival yet?"

"N-No, not really. My brother dragged me here, and then left me once he saw the fortune-telling area."

"Excellent!" He clasped his hands again, excited, "I've always wanted to show someone around, because no one ever lets me, claiming that I'll mess it up, even though I won't! Well then, let's get started, shall we? I'll introduce myself so that we're not strangers, and you can tell me more about you." He bowed down again, placing a hand on his chest, "Welcome to Carnival. My name is Feliciano Vargas, and I shall be your host tonight."

**A/N:**** Like it? Review if you'd like another chapter, as I'd like to know if people are actually interested in reading more or not! :D**


	2. Chapter 2

**A/N:**** Sorry this took such a while to upload, but thanks so much for being patient, all of you!**

**Enjoy! **

_**I do not own Hetalia.**_

**Chapter 2**

"W-What?" Ludwig asked, his light blue eyes blinking in surprise at the bowed-down Italian before him. A few passing patrons near the two were whispering to each other as they watched the bent-over Feliciano smiling at the blonde, who backed away a bit, a bit freaked by all that was happening. He cleared his throat, trying to get a hold of himself as he tried to hold himself together. He could do this. He had been professional with teachers, scientists, professors, and all sorts of people before, so he could handle this circus worker. But it was just so hard to look seriously into those golden eyes that were grinning at him underneath the mask. "L-Look, Mr. Vargas-"

"Call me Feliciano!" The Italian piped, straightening up, a wider grin stretched on his face, "After all, we're not strangers anymore, Ludwig!"

Ludwig shook his head. Clearly this little circus-good-doer didn't understand that he only needed help finding Gilbert, who he would half-murder later for getting him into such trouble. "Mr. Feliciano, I'm just looking for my older brother, and I was hoping you could simply help me, because I'm not going to lie- this place is a maze."

Feliciano tapped his chin with a gloved hand, his grin faltering a tiny bit from Ludwig's request. "All right, but will you stay here for one moment?" He asked, his voice pleading, "I'm needed in a tent at the moment, and I must hurry."

Ludwig sighed. "A-All right. Just for a few minutes, though, since I must-"

"Oh, thank you, thank you! I'll be right back, I promise!" Feliciano turned and quickly ran towards a nearby orange and gold-striped tent, his dark blue cloak dancing around him in the wind, and slipping in after swiftly waving at Ludwig, who sighed again and crossed his arms. As he waited, another cold breeze danced around him, and he shuddered, frowning at the sudden cold. "Stupid winter," Ludwig muttered, and tightened the embrace his two arms were in with each other in a futile attempt to warm himself even further. He shuddered again as the wind wrapped itself around him once more, and then headed towards the tent. _"I'll just tell Mr. Vargas that I'll try to find my brother myself, and that, though I appreciate his help, I can make it myself." _He reached out and pushed the cloth aside, walking into the tent. "Hello?"

Complete silence consumed the area around him. Pitch black darkness welcomed him as the entrance behind him sealed shut together, and he looked around, confused and surprised by the sudden change from sparkling, bright lights to utter, jet-black surroundings. _"W-What? What's going on?"_

"Ladies and gentlemen," A booming voice shook the entire tent, and Ludwig jumped, now surprised by the sudden voice interrupting the quiet silence, "May I introduce to you, the crown jewel of our circus:_ Incantatore Della Notte,_ the enchanter of the night!"

Bright white and blue lights suddenly filled the tent, illuminating the center, where Ludwig saw a certain brown-haired man sitting down on a stool, his head looking down at the white ground as his blue hat hung over his hair. Small sparkles covered his stance on the ground, as if they were decorating his presence, as well as some floating in the air, the tiny diamonds suspended around him. He then stood up and looked at the audience, a small grin on his face. "Hello everyone!" He said in a friendly manner, his soft voice ringing as his brown eyes watched the spectators, from whom he received grumbling and unsure responses. Ludwig found his voice much calmer than it was exactly 5 minutes ago, and figured it was most likely stage fright calming down the brunette waving at the audience. "I thank you all for coming here, and I hope you enjoy my act for tonight!" And with that, he started to move his gloved hands in a specific manner, his gloves magically coming off his hand and swirling into pure white, diamond-like swirls, dancing around until they vanished into nothing. He waved his arms around, more differently-colored swirls starting to dance around him as he twirled this way and that, his bright grin not leaving his face.

Ludwig watched in amazement, his bright blue eyes wide as Feliciano started to move like a bird, his arms moving swiftly as if they were his wings, rainbow swirls moving above his head and around towards the shocked audience, to which some dared to applaud the brunette's stunning performance. The swirls then started to follow around Feliciano and lash into the air violently, releasing small, shiny-white sparkles which briefly illuminated some amazed spectators' faces, and some even flew around Ludwig, confusing the blonde. _"T-This...it isn't even scientifically possible!"_ The German thought, his mind racing, _"No one can be able to conjure any type of music with simply their hands without any types of chemical reactions up their sleeves!"_ He turned to Feliciano, who was dancing in the middle of the tent, still smiling and jumping around, dancing with his swirls around him and now receiving many more cheers from the appreciative audience. _"B-But he doesn't h-have anything in those sleeves, it looks all natural..."_ He rubbed his wide eyes and blinked again. _"Is this...real...?"_

Ludwig then realized that the only light now in the tent was being emitted from Feliciano's act, and it started to feel warmer in there, as if he were in a completely different area compared to the temperature outside the exit right behind him. The lights danced around like soft drops, and then some suspended themselves up in the air, some fell to the ground near some people's feet, all dancing around and amazing everyone. He noticed they weren't like fluorescent, man-made light at all- they were similar to bright, natural sunlight, but altered in different colors, as if the sun itself had entered the tent and took over the area, making it look much bigger than Ludwig had thought it was. The blonde heard a few children start laughing and saw some dance along with the differently-colored lights surrounding the interior of the tent, their expressions bright with both wonder and amazement.

He turned back to the little man in the center, who was still smiling, and then suddenly put his arms down, the lights immediately disappearing. Ludwig could feel the cold from the outside of the tent start to slowly seep back into the tent and the wind wrapped its' arms around the audience once again, making him shudder. The bright white and blue lights illuminated the center of the tent once again, and Feliciano, in the center, bowed, hat in hand and gloves back on, as roars and cheers echoed throughout the tent as well as deafening applause and screaming children, who were demanding their amazed parents to make the enchanter perform his wonderful act again.

As people started to file out, Ludwig stayed. He couldn't feel his feet, and felt as if he were rooted on the spot because of the act he had just witnessed, replaying it over and over again in his mind. People would shake Feliciano by the hand and then walk out, and Ludwig would just stand there, not moving.

"_What the hell did I just see?"_

"Ah, Ludwig!" The voice called out, and the blonde shook his head back to reality, his mouth releasing a gruff "Wha?" as a reply, and then blushed, embarrassed by his awkward response.

Feliciano giggled, still grinning happily. "I'm guessing you saw my act?" He asked, a small hint of pride in his voice.

Surprise choked Ludwig, and not a word came out of his mouth. Once he gulped, he managed to speak one word- "H-How?"

The brunette laughed, gently patting the blonde on the back. "Anything can happen as long as you believe, Ludwig!"

"You sound like you just grew up out of a book of fairies."

"And? Don't you think that one can accomplish anything as long as they have motivation?"

"So you're saying that your act was pretty much you thinking of swirls, and 'boom!'" Ludwig made a mock explosion with his hands, "Rainbows were magically sparking themselves out of your hands?"

"Why not?"

The German stood there, dumbfounded by the words he had just heard. Never had he heard someone say such a thing before, and it was possibly the first time he had ever heard someone believe so much in life. _"Maybe...the second time?"_

"_Luddy, Luuuuuddy!"_

The blonde's eyes focused out of reality for a brief moment, his head spinning back from the past to the present a few times as the flashback took over. He blinked again, and then realized a certain brunette was staring at him, golden eyes wide with worry. "L-Ludwig? Are you alright?"

"...what?"

The brunette now laughed, shaking his head, chocolate brown bangs falling over his face. "Come on, Ludwig! Let's try to find your brother."

* * *

><p>"...so that's why 'Italia and Germania' is my favorite piece by Overbeck! What about you, Ludwig?"<p>

Ludwig blinked. Never had he heard someone speak so much, and that too, so _quickly_. The two were wandering around the circus, talking. Or, Feliciano talking, while Ludwig listened awkwardly and tried to find a flirting older brother. Once again, though, all he had heard from the man was this about big brother Francis and Lovino, that about Italian art, and something about pasta being the best thing in the world. "F-Fascinating." Ludwig nodded, looking away, "Did you say you were Italian?" He asked, a bit distracted.

"Sì!" Feliciano nodded ecstatically, "Proud to be _italiano!_ What about you? Where are you from?"

"German." The blonde said quickly.

The Italian gasped. "German! I've never met a German before!" He exclaimed, his brown eyes gleaming with fascination, and continued to chatter away excitedly, "Big brother Francis claims all Germans are big and mean and only eat potatos! Is that true, Ludwig?"

Before Ludwig could answer, a shriek reached both of their ear drums, and they immediately spun around to see Gilbert laying down a few feet behind a tent they had passed, rubbing his head in an annoyed manner, where a fry pan had seemed to hit a few seconds before. "Ouch! That hurt! All I was asking what your number was!" He growled. "Now you ruined my awesome haircut!"

"Next time you ask for my number, don't you _dare_ wrap your arm around me! _Or_ use your adorable pet bird to flirt with me!" The woman yelled, flipping a few locks of dark brown hair over her shoulder, her emerald eyes glaring at Gilbert. "I swear, all you men are the same! Might it occur to you that I might like _women_ instead?"

"Well, do you?"

"...no...b-but that's not the point!"

"Elizabeta!" Feliciano called out, and the young woman turned around, the expression on her pale face changing from murderous to friendly. Ludwig walked further with the Italian and noticed that Elizabeta wore a auburn and a bright peridot dress with cut-up white sleeves, as well as lots of gold necklaces, her wavy brown hair decorated with them, also. "Feliciano!" She exclaimed, and hugged him.

"Gilbert, what the hell did you do?" Ludwig demanded, and ran over to his groaning older brother, who was still rubbing his head and wincing in pain from the impact. He realized there were a few other women in clothing similar to Elizabeta's glaring at Gilbert from the other tents, wearing "How many women did you try to flirt with? Don't you ever learn from your usual luck with women?"

"Oi, West, I've got more luck with women than you ever will!" Gilbert growled, but took Ludwig's hand and got up, brushing the dirt off of his clothes. "And I only flirted with the fiery chick. How was I supposed to know she carried a goddamn _frying pan_ in that gypsy-clothing of hers?"

"GYPSY-CLOTHING?" Elizabeta shrieked again, her voice at least three octaves higher now, and almost lunged at the older brother, who screamed and scrambled behind a shocked Ludwig, the woman half-ignoring Feliciano's struggles to keep her back, begging her not to attack. "E-Elizabeta, please stop! You're going to hurt someone again! Why can't we all just be friends?"

Elizabeta immediately stopped and then sighed, nodding. Feliciano then grinned and let her go, and she walked over to Gilbert. "I'll let you go this time. But don't come near me. _Again."_ And with that, she walked away from him and back towards the fortune-telling booths. Gilbert blinked and then shot his fists in the air excitedly. "All right! Did ya see that, West? She's _totally_ into me!"

"How on Earth is she into you?" Ludwig demanded, "She literally just told you not to look in her direction ever again!"

"Yeah, but that's women-talk for 'I'm so into you'!"

Ludwig smacked his forehead with his palm. His brother was so predictable. "Gil..."

"Oi, West!" Gilbert walked over to Feliciano, towering over the short man, "Who's this?"

"Are you Ludwig's older brother, Gilbert? He's been trying to find you for a long time...but then he found me!" The brunette extended his gloved hand, grinning from ear to ear, "I'm Feliciano! I'm Ludwig's friend!"

Gilbert laughed, "'Ludwig's friend'?" He asked, amused, but shook the Italian's hand anyway, "West, I like this guy! Where'd you meet him?"

"I bumped into his brother, who tried to murder me." Ludwig muttered, shaking his head, "He works here at the carnival."

"You don't say!" Gilbert patted Feliciano on the head gently, "He seems really special to ya, West. Anything happen while you met him?" He winked.

"Oh yes!" Feliciano nodded, "He came into my tent and watched my performance!"

Gilbert's red eyes widened, "What kind of performance, eh, Luddy?" He winked at the blonde again, who immediately covered Feliciano's mouth with his hand before he could make the situation worse. "His act. Now, can we leave, Gil?"

Gilbert sighed, crossing his arms in a grumpy manner. "Fine, we'll leave." He turned to Feliciano, gesturing towards Ludwig. "Can you believe this guy? Tired at 1 A.M.!"

"1 A.M.?" Ludwig exclaimed, "Oh shit! I left all my work papers at home, I still have to finish up yesterday's paperwork, and I couldn't because _you_ dragged me here," He pointed accusingly at Gilbert, who started laughing at his little brother's misery, "Oh gosh, how am I supposed to finish-"

"Ludwig-"

"I mean, the boss is gonna be angry as hell! How will I explain it to him? Say my psychotic older brother brought me here, saying we'd leave early, and then leave me alone in this place for a charming girl named Elizabeta-"

"Ludwig-"

"And then by the time I found him it was 1 A.M. and I couldn't finish the paperwork, and then he'll give me even _more_ work, not that I can handle it already, and-"

"LUDWIG!"

The German immediately shut up and turned to the young Italian, whose bright brown eyes underneath his mask were watching him with sheer concern. "Ludwig, please calm down." He pleaded, taking the blonde's hands in his warm ones, and Ludwig's cheeks flushed a bit as he felt his racing heart start to calm down not of its own accord. "F-Feliciano, what are you doing-"

"It's a trick!" Feliciano piped, and Ludwig felt his hands become warmer, "I do it for my friends all the time!"

"F-Friends?" Ludwig asked, "Feliciano, I've only known you a few hours!"

"So?" The Italian let go of his hands, still smiling, "That's enough time to get to know each other!"

"But-"

"Of course!" Gilbert nodded, and smacked Ludwig on the back, "Feli's completely right, eh, West?"

"Wha-"

"Ah, does that mean you'll come again to Carnival, Ludwig? You too, Gilbert?" The Italian asked, "I'd really love it if you did!"

"Well I'll see if-"

"Yes, of course Feli!" Gilbert nodded, and it annoyed Ludwig that his brother hadn't even asked the Italian if he had minded the quick nickname, "Of course we'll come again!"

"Oh, _grazie, grazie!_ I'll tell the ticket-collector to let me know when you two arrive next time!" Feliciano said happily, and shook Gilbert and Ludwig's hands before bowing. "Until we meet again, my friends!" And with that, he turned away, walking back towards the ends of the carnival.

Ludwig sighed. _"In less than one hour, I've become 'friends' with a super-hyperactive, young Italian magician in a carnival that opens at night,"_ He shook his head, massaging his temples to relieve his sudden migraine, _"What a night."_

As him and Gilbert left, neither realized that there was a figure watching them behind a tent in the shadows, his dark eyes gleaming with hate as his gaze flickered like a flame back from Gilbert to Ludwig, his expression hardening as he watched Ludwig. "Those two..." The voice muttered, speaking to another figure, "...it's better that they never come back, understood?"

Another dark shadow appeared from behind, and nodded obediently, "Understood, master."

"They will pay for even _looking_ at Feli."

**A/N:** **D'aw, nothin' but fluff! XD However darkness might overcome the story soon. . .so don't keep your hopes up~!**

**Next chapter: Ludwig possibly comes again to Carnival?**

**Review please! :D**


	3. Chapter 3

_**I do not own Hetalia.**_

**Chapter 3**

The next day for Ludwig was complete hell. He had spilt piping hot coffee on his work jacket twice, yelled at his boss' secretary when she asked if he needed help cleaning up his mess, forgot to pack a lunch, and, to top it all off, Gilbert wouldn't stop poking his head in every five minutes, asking how much his "little Westie" had enjoyed the carnival the night before, asking annoyingly if he had wanted to go again.

And to make matters worse, the blond could now he could hear his boss' footsteps booming down the usually quiet hallway, heading in the direction of his small cubicle, possibly to fire him. He gulped and started to randomly shuffle papers on his desk as if to prove that he was working, and not indeed thinking about the carnival the entire time he was supposed to be answering customer calls.

"Hey, Beilschmidt, are you okay?"

Ludwig turned to the concerned voice, rubbing his eyes sleepily and whirling around on his small chair, which squeaked loudly underneath his weight, "Y-Yeah, I'm fine," He replied, looking up at the raven-haired man with glasses, "I just stayed up a bit late last night," He yawned, turning towards his desk, "Don't worry, though, I'll get right back to work..."

"Oh, did you go to the carnival last night?"

Ludwig dropped his pencil. His eyes widened at the question and turned to his boss, showing his confused expression, "W-What?"

The man standing across him tilted his head to the side, as if wondering whether Ludwig had heard him or not, "Did you go to Carnival? The traveling carnival in Europe that opens at night, and-"

"You know about it, too?" Ludwig jumped up and grabbed his boss by the shoulder, who immediately seemed to stiffen at the sudden contact. Ludwig released his grip and pursed his lips, trying to ignore Gilbert's quiet smirking in the cubicle right next to his. "S-Sorry."

"No matter," The man nodded, brushing his dark purple suit as if Ludwig's earlier action had suddenly caused it to become dirty, "But yes, I know about it. My family is of Austrian descent and somewhere about 10 or so generations back, my ancestor had a friend who was a performer in Carnival. It was back when they were just a small circus organization with little performances in Austria." He shrugged, "But sometimes I'll go if they're here in Germany, catch a show or two. They're quite interesting."

"Oi, Roderich!" Gilbert leaned into Ludwig's workspace, still spinning around on his chair, smirking as his red eyes gleamed at their boss, "Tell Westie here that Carnival is awesome and that he should go again tonight with his awesome older brother!"

"First of all, I am your boss, Mr. Beilschmidt, and will be addressed as such." The Austrian snapped at the older man, but sighed and turned back to the blonde, "But, yes, Carnival is indeed interesting, and, in fact, I might go again once more near the end of this week." He waved and turned back, walking out of his cubicle.

Ludwig nodded. "Right...going again..." He said, not speaking to anyone in particular, and ran a hand through his slicked-back hair, his blue eyes in deep thought, "Yeah, I- _we_ just might go again to Carnival. It seems-"

"Really? We're going again?" Gilbert popped up, grinning from ear to ear, "That's awesome, West!" He chimed enthusiastically, running into his cubicle and clapping his little brother on the back. "For once, my little Westie has come up with an awesome idea without my assistance! I'm so proud of you!" He wiped away a fake tear, smirking at the blonde, who was rolling his eyes at his brother's behavior.

* * *

><p>"I'm only here to be polite."<p>

Ludwig repeated the words over and over like a mantra in his mind, beads of sweat constantly pouring down the side of his head only to be wiped by his shaky gloved hand, despite the chilly weather.

Why on Earth was he so nervous? All he was doing was visiting the carnival for only an hour or two because his annoying brother wouldn't let it go after they left work, and he couldn't stand to hear his pleading anymore. Sometimes he felt like _he_ was the older brother instead of Gilbert.

"I'm only here to be polite." Ludwig quietly murmured to himself once more, this time attracting a few stares from the nearby strangers standing in the line beside him and Gilbert. His brother then laughed, elbowing him in the arm. "Aw, we both know that's a bunch of bullshit, Luddy. You know that the real reason we're here is so you can see that cute Italian again."

Ludwig frowned. "No, that's not the reason. You dragged me here because you want to flirt with more women who work here, and our boss' recommendation only gave you an excuse."

"Oi, Westie!" The white-haired man raised his hand in defense, "It's not my fault Roderich thinks the place rocks! I just want to give it a second look, to see if it truly is awesome!" He grinned and wrapped his arm around Ludwig's shoulder. "Besides, you promised little Feli to come again, and your polite ass is too soft to go back on _any _promise."

"That's the only reason I personally want-" Ludwig immediately stopped himself as he realized the glimmer of victory in his brother's eye and then crossed his arms, his lips twisting into a tight scowl. "Shut up."

His brother only laughed again and then pushed him forward to the ticket booth. "Quit your sulking and buy the tickets, Westie."

Ludwig sighed, running a hand through his hair and turned, now paying more attention to the booth than the night before. It was a shiny silver color, as if sprayed with spray paint, but the smooth texture he felt when Gilbert shoved him towards it spoke otherwise, as if it were a metal or something similar. On the sides of the silver box were ebony black, stylistic flowers and vines painted, as well as around the exterior of the window where the seller blinked at Ludwig, watching him stare in awe at the booth. "May I help you...?" He asked, pushing up his glasses to his face.

"Huh?" Ludwig asked, not realizing the seller, and then cleared his throat, realizing what he had been doing may have been embarrassing, "Oh! R-Right, sorry. Two tickets, please-"

"And we're Gil and Luddy!" Gilbert said happily, jumping forward and slinging his arm around his brother's shoulder. "Tell little Feli we're here!"

"...'Feli'?" The man asked quietly, his purple eyes filled with confusion as he blinked at the two brothers. "E-Erm, I'm sorry, but I don't know who that is..."

"He must not know performers by their real names." Ludwig said quietly to his brother, who huffed angrily, crossing his arms. "Not awesome." He muttered, and the blonde turned back to the now-shaking man, who adjusted his glasses once more. "Um, he's Italian and he's short, he has brown hair, erm..." Ludwig tapped his chin in thought, "He was called something in Italian during his act...'The magician of the evening'?" He shook his head, "No, um...'the wizard'? No, uh..." He thought again and then snapped his fingers, the name coming to him, "Right! 'The enchanter of the night'!"

The seller blinked once more, now nodding. "I understand who that is! I'll tell him right away!" He got up and scurried out of the booth as Ludwig reached in his pocket for his wallet to pay for the tickets. "Wait!" He called out, "How am I supposed to...pay...?"

"Alright, free admission!" Gilbert cheered, pumping his fists up and down in the air, and then grabbing his brother's arm to further yank him in, "C'mon, Westie, let's go in!"

"We should at least wait for-"

"Who can wait when the carnival is simply waiting for us to run in?" He demanded, and yanked further, dragging Ludwig in.

"Alright, well now that we're in, how do we-"

"Ludwig! Gilbert!"

The two turned to the chiming voice and watched as the familiar short Italian ran towards them, waving, his light blue cape fluttering behind him. Ludwig noticed he was wearing the same outfit as the night before, but his mask and hat were gone. As he approached them, he laughed a bit weakly, wiping the sweat off his forehead tiredly and bending over, pressing his arms into his knees. "M-Matthew told me y-you...arrived...!"

"H-Hey, are you alright, Feliciano?" Ludwig asked, leaning towards the brunette.

"Yeah, you don't look so awesome." Gilbert nodded in agreement. "Do you need to sit down?"

"N-No, I'm fine!" Feliciano chirped happily, leaning back up and grinning, "I just tend to get tired rather easily." He laughed, "Big brother Francis says it's because I'm always eating pasta, and that I need to eat more healthy food, but he himself doesn't watch the amounts of crêpes he eats per day!" The Italian giggled and stepped forward to Ludwig, pulling him into a tight hug. "I've missed you, Ludwig!"

Ludwig immediately stiffened at the sudden contact and gently pushed Feliciano away, a light blush coloring his cheeks. "I-It's good to see you again too, Mr. Vargas." He nodded, and the Italian pouted. "How many times have I told you to call me 'Feliciano', Ludwig? Or 'Feli'! It's rather tiring, you know."

"Yeah, Luddy!" Gil chimed in, and then embraced Feliciano, grinning, "Still cute as ever, little Feli!"

Feliciano giggled at the compliment, "Thank you, Gil! I've missed you, too!"

"Well of course!" Gilbert ran his hand through his hair as Ludwig rolled his eyes, "Who couldn't miss the awesome me? Speaking of which, where's that cute chick of yours who hit me the last time?"

"Elizabeta? She's still in her tent, working." Feliciano tapped on his chin, "She should be on her break in about fifteen minutes, but I'm not-"

"Awesome!" Gilbert span around and ran off, waving towards his brother and the brunette, "I'll catch up with you two later!"

Ludwig's palm collided with his forehead. "Uh, sorry Mr. V- Feliciano. My brother never gives up until he has good reason to." He sighed, shaking his head, "Which is part of the reason as to why he's so stubborn."

"I think it's quite admirable, actually!" Feliciano grinned, "I believe people should keep pushing and trying their best until they reach what they're aiming for!" He looked away shyly, "Like big brother Antonio and Lovi! Antonio kept trying to win Lovi's heart, even though everyone told him it was futile, yet he kept going on, and in the end, to his surprise, he found out Lovi actually liked him too!" He turned towards Ludwig, his amber eyes shining with delight, a small blush surrounding his face, "Isn't that wonderful?"

The blonde cleared his throat, "Um, yeah, sure." He nodded, "So, what are we-"

"We should go to Lovi and Antonio's tent! No, no, how about Elizabeta's? Oh, how about big brother Francis'? No, no, no! The pastries, the pastries! Have you tried the pastries yet?"

Ludwig couldn't help but stare. This little man, whom he had only known for one night, wanted to give him a whole tour of this night circus. Of course, Ludwig didn't even expect anything when he came. In fact, he didn't even _know_ what he was to see during his second visit. All he knew was he wanted to come back, the thought of breaking his promise to the small Italian would never stop poking at him.

His bright brown eyes were gleaming with sheer happiness, and, before Ludwig could respond, Feliciano grabbed his arms and eagerly started to drag him through the maze. "To the pastries!" He chimed, running through the crowd of patrons, a protesting and embarrassed Ludwig trailing behind him.

* * *

><p>"Try it!" Feliciano sat next to him on the bench, thrusting his right arm before the blonde. "It's delicious!"<p>

Ludwig looked down. In the Italian's palm sat a golden brown figure in the shape of a tent, small chocolate shavings with white whipped cream shaped in swirling designs on top of it, all sorts of ripe fruits decorating the exterior. "I can get one with powdered sugar or more cream if you'd like." Feliciano added.

"What...what _is_ that?" Ludwig demanded, pointing at it as if it were some kind of disease and not something edible. He turned around, his blue eyes filled with horror as he noticed other patrons were eating it as well. "It looks like some kind of sugar-infested explosion!"

To his surprise, Feliciano giggled. "It's a crêpe, Ludwig! It's a French delicacy, and Matthew made them!"

"I thought he ran the ticket booth...?"

"Well, he helps cook the crêpes often, since big brother Francis can't balance both his own act _and_ the pastry stand. They're cousins, both of French descent, so they don't need to worry about different recipes being used or anything, too." Feliciano then impatiently grabbed Ludwig's gloved hand and carefully placed the crêpe, making sure it didn't fold on itself by accident, shoving a fork in his other hand afterwards. "Now, try it!"

Ludwig pursed his lips. "But the possible amount of sugar and carbs in it-"

He pouted. "Ludwig, are you going to eat it or am I going to have to make you?"

Not being the type to be impolite, and also rather frightened by the possibility of disappointing the Italian, Ludwig picked up the fork Feliciano handed him and cut off a piece, stabbed a slice of fruit, and brought it up to his open lips, slowly chewing.

Incredible.

That was the word that exploded through his mind as the sweet berries and crêpe taste fused together, bursting in his mouth. It tasted so amazing, so sweet, yet it didn't feel like there was nothing but sugar in it, like the time he tasted Gilbert's attempt at baking a chocolate cake for his birthday.

He shuddered.

He did not want to visit that memory again.

Feliciano must have realized Ludwig's contentedness as well, because he immediately brightened, his expression hopeful. "How is it, how is it?" He asked, his hands clasping together.

"It's...it's..." He took another bite, his blue eyes wide, "...delightfully incredible! I love this!"

"Hooray!" The Italian clapped his hands happily, "I'm so glad!"

Ludwig nodded, reaching for his pocket as he continued to munch on the treat, "So how much do I owe-"

Feliciano shook his head, crossing his arms. "I wouldn't think of it! You're my friend, Ludwig! We wouldn't accept your money here!"

"But-"

"Nope! You can try to give it to Matthew, but I can tell you that he will not accept your money!"

Ludwig frowned. This Italian sure had a habit of constantly interrupting him, and, quite frankly, it was upsetting him. Yet he couldn't find himself to ask him to stop. He just couldn't.

"Alright, now that you're well-fed," Feliciano took his arm again, pulling him up as he finished the rest of his food, "We should go to the star tent! Big brother Francis owns that tent!"

"Is there anyone that owns a tent with another?" Ludwig found himself asking, and immediately felt like smacking himself for asking such a stupid question. _"Of course there should be, _dummkopf! _That's a stupid question! He probably thinks you're an idiot now!"_

"Yep!" Feliciano grinned, his walk slowly developing a slight skip upon the dark path, brown dirt flipping up a few centimeters where his feet would jump against. "Lovi and I used to have an act together, but now he shares an act with Antonio! Francis thinks it's a stupid idea, having more than one person in an act, yet he himself had an act with another, and boy was he happy with that man! He-" He immediately froze in his tracks, his eyes suddenly wide. He gulped and then grinned weakly. "A-Anyways, yes, people do share acts with others, Ludwig!"

The blonde nodded, a bit suspicious as to why the brunette stopped talking, but decided to let go of it a few moments later. Since he found the silence rather frighteningly deadly, he cleared his throat, hoping Feliciano would start talking to avoid the awkwardness.

Instead the Italian shuddered, and Ludwig blinked. "Are you okay?"

"Y-Yes! Just a bit c-cold." came his shaky reply as he tried to wrap his cape around him, "Anyways- what are you doing?"

Ludwig quickly started to shrug out of his thick green jacket, handing it to the shorter man. "Put it on."

"You can keep it, Ludwig, honestly!"

"No." Ludwig forced the jacket onto Feliciano, wrapping it around him and zipping it shut. "I have a rather thick sweater on, so I should be fine."

Feliciano blinked, seeming a bit confused, and then blushed a bit, a deep red coloring his pale cheeks. _"Grazie." _He whispered, and hugged the German, who in turn's cheeks tinged a bright peach, hoping another topic would come up for discussion. "So," He cleared his throat once more, "Matthew didn't seem to recognize your name when we first told him that we wanted to see you. He only realized who you were when we called you by your stage name, 'the Enchanter of the Night'."

"Oh," Feliciano laughed, his smile back on his face, "It's only safety precautions! He knows my real name and my stage name, being an employee here at Carnival. I guess since I haven't told him about you two yet that he was only taking caution."

"Oh." Ludwig nodded. "Then...why did you tell me your real name?"

Feliciano shrugged. "I trust you! You're my friend, Ludwig!"

Another nod. "I see."

"Do you trust me?"

The question had caught Ludwig off-guard, and he stopped where he was, blinking. "W-What?"

"I asked if you trusted me." The Italian now seemed confused, as if he were afraid he had asked the question incorrectly. "I'm your friend, aren't I?"

He didn't know. To be honest, Ludwig didn't think he had many in his life who he could call a friend. Gilbert was his only surviving family member, but he felt as if they'd grown apart sometimes, keeping secrets from each other. Their boss Roderich was friendly sometimes, but the blonde didn't feel as if he could explain everything to him. He never really interacted with his co-workers, as well as his neighbors Vash and his sister Lili, who only talked to him when they received his mail by mistake instead.

He had no friends.

Ludwig coughed awkwardly, the question still swarming around in his mind like an agitated bee. How was he to respond? "E-Erm, yeah, of course I see you as a friend, Feliciano."

The Italian seemed to be relieved at the answer, his shoulders slumping a bit, but Ludwig could have sworn he caught a glimmer of unhappiness in his bright amber eyes. Today was just filled with awkward moments, wasn't it?

"Ah, we're here!"

Looking up, Ludwig took in the scene before him. Right next to Feliciano was a navy blue sign with the words _"La tente des étoiles"_ written in large gold lettering. It stood in front of a large midnight-blue tent with black swirls painted on the top triangle cover, white stars dancing on the entire-

Wait, what?

They were _dancing?_

"Are those stars..." Ludwig pointed shakily at the tent, his cerulean eyes wide in shock, "...moving?"

"Mhm!" Feliciano rocked back on his feet, his hands clasped behind his hack, "Enchanted by yours truly!"

"You...you made them..." Ludwig's eyes widened further, his mind at a loss for words, "...do that?"

"Yes!" The Italian replied proudly, continuing to swing back and forth, grinning and clearly enjoying Ludwig's reaction. "Do you like it?"

"Do I _like_ it?" He screeched, reaching out as if trying to figure out if the stars were an illusion or not, "It's...it's..."

"Amazing?" Feliciano giggled and started to bounce around the shocked German, poking him playfully, "Beautiful? Incredible? Astonishing?"

Ludwig simply shook his head, his mouth still ajar. "I can't even-"

"I'm glad you like it, _monsieur_!" A cheerful voice cut Ludwig off, and the two turned to watch a figure in a dark purple cloak about his height swirl out of the tent. Two pale hands emerged from the inside and took off the hood, causing locks of wavy golden blonde hair to fall out as well as a pair of sea blue eyes that smiled at the pair. The man, who Ludwig figured was about their age, about his early twenties-yet the rubble on his lower chin suggested a few more years older-stepped forward and kissed Feliciano on each of his cheeks. "How are you, _petit_ Feli?" He asked in a slightly French-accented voice, hugging the shorter brunette, and then turned towards Ludwig. "And who is this?"

"Ludwig Beilschmidt." He nodded, extending his arm out for a handshake, "It's nice to-"

"Francis Bonnefoy." The Frenchman nodded a bit curtly and shook his hand, a small grin etching on his face, "If you don't mind me asking: who are you?"

"Erm-"

"He's my friend!" Feliciano said happily, "I thought I'd show him around the carnival while he was here!"

"Ah." Francis nodded, "Then you decided to bring him to my little tent?"

_"Sì!"_The Italian smiled. "Can we, can we?"

"Of course, little one." Francis smiled in return and brushed aside the entrance of the tent, leaving an opening for the two. "Come on in, gentlemen."

Ludwig followed a hyped-up Feliciano inside the tent, watching as darkness enveloped him once more, similar to the manner it had welcomed him when he entered Feliciano's tent the night before. "It's pure darkness in here." He whispered, hoping he wasn't at the risk of sounding stupid at stating the obvious.

"All you have to do, _Monsieur_ Ludwig," Francis' voice calmly told him, "is look up."

Slowly lifting his head upwards, Ludwig's blue eyes blinked and then widened. _"T-That's not possible...is it?"_ He thought.

Above their heads was what at first seemed like a dark blanket, hanging up in the sky. Then Ludwig noticed that it was illuminated by tiny, twinkling stars that shone brightly like little diamonds, not so different to the ones in Feliciano's act. They then started to move around, connecting to each other and swirling into different swirls and shapes, such as hearts and diamonds, many of them simply joining together into random forms. The German turned to the Frenchman, who then waved his two pale hands out from the amethyst cloak, his crystal blue eyes fixated on the stars.

The little gems then seemed to unstick themselves from the night blanket, dancing around the three figures, and Ludwig watched as a few swirled in front of him, forming an oval shape. He squinted a bit in an attempt to recognize it, the oval turning into bright shades of turquoise.

"Do you both see that?" He asked, bewildered, turning to the two enchanters, "Do you see that shape?"

"See what?" Feliciano asked, tilting his head in confusion, looking at the empty space Ludwig was pointing to, "I don't see anything."

To both their surprise, Francis chuckled, crossing his arms. "No one else can see it Ludwig, since it's your own vision."

"My own...vision...?"

"_Oui." _The Frenchman looked up at the moving stars, his bright blue eyes lovingly gazing at them, "They somewhat show what could or could not happen in your future. They do not tell for sure what happens, that's Elizabeta's job." He laughed again, turning to Ludwig and Feliciano, "They only tell a prediction, and the decision as to whether the actual event happens is left to you."

"So..." Ludwig pursed his lips for a moment, trying to remember what he saw, "...I saw...I think it was an aquamarine gem. But how does that-"

"That's my birthstone!" Feliciano chimed immediately, his amber eyes shining with excitement as he leaned forward and brang the German into a tight hug, "You saw my birthstone, Ludwig!"

Ludwig flushed awkwardly, his cheeks bright red "So...my future may or may not involve Feliciano?"

"Who knows?" Francis asked with a shrug, his smile slowly dissolving as his gaze landed on the Italian's arms wrapped around Ludwig, who gently but firmly pushed away Feliciano. "I don't know myself, as it is simply an aquamarine jewel."

Ludwig laughed weakly. "Thank you for your...erm..."

"You're welcome, _monsieur_ Ludwig." Francis smiled once more, and the two slipped out of the tent. Immediately, Ludwig had turned to Feliciano. "Um, does Mr. Bonnefoy hate me?" He blurted.

The Italian started to laugh lightly, "Of course not, Ludwig!" He said calmly, resting a hand on his shoulder, "Big brother Francis is just worried for me, since I don't interact with many non-employees, so don't you worry. He's quite protective and can be stern at times, but he'll warm up to you once he gets to know you!"

Ludwig simply nodded in response, silently hoping that the shorter man was correct in his statement.

The two continued to wander the carnival, passing striped tents with different colors, as well as others with polka dots and moving stars, like Francis', some even decorated with different dancing shapes, such as moons or elaborate patterns similar to the ones Ludwig saw on the ticket booth earlier. They would often pass a few more pastry stands, where Ludwig would have to literally drag Feliciano away, having to explain to the whining Italian that, no, he didn't want to have another pastry, and, if he did, he would want to pay for all of them since he felt bad for eating the previous crêpe for free. After successfully pulling the half-upset half-pouting enchanter from trying to make him eat a simple caramel apple, Ludwig glanced at his watch, taking note of the time.

2 A.M.

Turning to the now-skipping Italian beside him, Ludwig cleared his throat, slowing down his pace. "Feliciano, it's getting late."

"Hmm? Is it 5 A.M. already?"

"No, it's 2 in the morning."

Feliciano pouted. "You sleep so early!"

"I'm sorry, but I think it's time Gilbert and I leave."

"Aw, but it's only been two hours! What kind of person leaves Carnival after two hours?"

Ludwig laughed lightly, a small grin forming on his face, feeling his mind have no control over the next words that flew out of his mouth, "I promise to come tomorrow."

"Oh, really?" Feliciano clasped his hands together hopefully, holding Ludwig's in his too, as they approached the entrance, "Do you promise to? Do you really, really promise to?"

"Yes, I do."

"Hooray! _Grazie,_ Ludwig!" And before the German could reply, the Italian stood up on his toes, leaned in, and kissed each of Ludwig's cheeks, winking and patting his arm before running off.

Ludwig stood there for a moment, dazed, turning around and about to leave when he immediately stopped. "Oh shit, I forgot Gilbert!"

He immediately ran back in, dragging out his half-unconscious brother by the feet a few moments later.

"That freakish chick hit me with her frying pan again, Luddy," Gilbert mumbled, his eyes rolling around dizzily, "What is it with hot chicks and using kitchen utensils as weapons?"

"I don't know, Gil." He responded tiredly, rolling his eyes.

"Hey, Luddy. Did you get any with little Feli?"

"Shut up, Gil."

"Mm? Not even a kiss? You lame ass."

Fuming a bit irritatedly, Ludwig rolled his eyes again. "For your information, he kissed me on the cheeks, and-"

"Laaaaaaaame."

"Shut up, you knocked-out bastard."

Gilbert laughed loudly, looking up at his younger brother, ready to ridicule him further, but immediately clamped his mouth shut once he saw the huge smile on the blonde's face.

**A/N:**** Thank you all for being so patient! I really hope you all enjoyed this chapter! I worked really hard on it!**

**Please review! It'd make me super duper happy!(:**


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